US firms win roles on $24bn Dell buyout in major post-crisis LBO

Founder Michael Dell will acquire all the outstanding shares in the Nasdaq-listed company not already held by him and certain other members of management, in partnership with Californian investment outfit Silver Lake.

Dell shareholders will receive $13.65 (£8.65) in cash for each share they hold, with the $24.4bn sale price representing a 25 per cent premium over Dell’s closing share price of $10.88 (£6.90) on 11 January, the company said.

Debevoise advised a special committee of Dell’s board of directors set up after Michael Dell first approached the board about the deal in August 2012.

The Debevoise team was led by New York corporate partners Jeffrey Rosen, William Regner and Michael Diz. They worked alongsde includes executive compensation partner Lawrence Cagney, tax partner Peter Furci, antitrust and litigation partner Gary Kubek and finance partners Pierre Maugüé and Jeffrey E. Ross, all based in Manhattan.

Weil Gotshal & Manges acted for Evercore Partners, the financial adviser to the special committee, with a team led by New York corporate partner Michael Aiello. Others in the team were New York corporate partner Matthew Gilroy and corporate associates Frank Martire and Damali Peterman.

The company itself was advised by Hogan Lovells securities partners Richard Parrino and Kevin Greenslade in the Washington DC and Northern Virginia offices respectively, while Wachtell acted for Michael Dell.

Silver Lake was advised by Simpson Thacher & Bartlett, with a team led by Palo Alto corporate partner Rich Capelouto.

The transaction will be financed by cash and equity from Michael Dell, cash from Silver Lake, cash invested by MSD Capital, a $2bn loan from Microsoft, rollover of existing debt and debt financing from BofA Merrill Lynch, Barclays, Credit Suisse and RBC Capital Markets, as well as by cash on hand.

Background to this deal:

The deal is pipped in size by the $44.5bn, pre-credit crunch LBO of TXU in 2007, still referred to as the largest LBO of all time. It which gave advisory roles to Cravath Swaine & Moore, Simpson Thacher & Bartlett and Sullivan & Cromwell (5 March 2007).

Simpson Thacher has advised Silver Lake for an extended period on deals, including acting for it and Warburg Pincus when the duo acquired Interactive Data Corporation for $3.4bn in 2010.

In 2010 Debevoise also advised Dell on acquisition of storage solutions group 3PAR for $1.15bn.